Loading...
HomeMy WebLinkAbout25360AGREEMENT INFORMATION AGREEMENT NUMBER 25360 NAME/TYPE OF AGREEMENT DFI MUNDY LLC DESCRIPTION AMENDED & RESTATED DECLARATION OF RESTRICTIVE COVENANTS/3173 MUNDY STREET & 3121 MUNDY STREET MIAMI, FL 33133/MATTER ID: 23-2476/#54 EFFECTIVE DATE December 31, 2024 ATTESTED BY TODD B. HANNON ATTESTED DATE 12/30/20024 DATE RECEIVED FROM ISSUING DEPT. 12/30/2024 NOTE a5D(Qo Prepared by: Xavier E. Alban, Esq. Assistant City Attorney, City of Miami 444 S.W. 2nd Avenue Miami, FL 33130-1910 Tel: (305) 416-1800 After recording return to: Dollila Pinkhasov Property Manager City of Miami Department of Housing and Community Development 14 N.E. 1st Avenue; Second Floor Miami, FL 33132 Property Addresses: 3173 Mundy Street, Miami, FL 33133; 3121 Mundy Street, Miami, FL 33133 Note to Recorder: The following Amended and Restated Declaration of Restrictive Covenants for DFI Mundy by the below described Project Sponsor in favor of the City of Miami, Florida, a municipal corporation of the State of Florida, amends and restates that certain Declaration of Restrictive Covenants for Casa Valentina, which recorded on September 7, 2022, in Official Records Book 33372, Pages 2300-2306, of the Public Records of Miami -Dade County Florida, as amended by the Amendment No.1 to the Casa Valentina Loan Documents, which recorded on October 17, 2022, in Official Records Book 33425, Pages 3866-3881, of the Public Records of Miami -Dade County Florida. AMENDED AND RESTATED DECLARATION OF RESTRICTIVE COVENANTS FOR DFI MUNDY This AMENDED AND RESTATED DECLARATION OF RESTRICTIVE COVENANTS FOR DFI MUNDY (the "Covenant") made this 31 st day of December, 2024 ("Effective Date") by DFI Mundy LLC, a Florida limited liability company ("Project Sponsor"), is in favor of the CITY OF MIAMI, a municipal corporation of the State of Florida ("City"). Project Sponsor and the City are sometimes collectively referred to as the "Parties" and singularly referred to as "Party." RECITALS WHEREAS, the Project Sponsor is the owner of the properties located at 3173 Mundy Street, Miami, Florida, and 3121 Mundy Street, Miami, Florida, as legally described in Exhibit "A," attached hereto and incorporated herein (the "Property"); and Page 1 of 7 WHEREAS, the Project Sponsor agrees and covenants that the Property shall be subject to the provisions, covenants, and restrictions contained in this Covenant; and WHEREAS, this Covenant is made for the express benefit of the City, and it shall remain in full force and effect until released by the City; and WHEREAS, the City has loaned $2,000,000.00 in American Rescue Plan Act of 2021 ("ARPA") funds to Project Sponsor ("Loan") in order to acquire the Property in order to develop the Project, as more particularly described below; and WHEREAS, the City had originally entered into certain Loan Documents for the Loan with Casa Valentina, Inc, a Florida Not For Profit Corporation; and WHEREAS, the aforementioned Loan Documents have been assigned to and assumed by the Project Sponsor; and WHEREAS, the Project Sponsor is developing a project that will, among other things, increase the supply of rental housing units for Low Income Households in the. community known as Coconut Grove, which consists of the new construction of two (2) residential four-plexes to be located on the Property ("Project"). Eight (8) of the Project's residential rental units are ARPA- assisted units (the "ARPA-Assisted Units"), and are all subject to the terms, covenants, and restrictions contained in this Covenant; and WHEREAS, Project Sponsor, as a condition for receiving the Loan funds to acquire the Property in order to construct the Project is required to record in the Public Records of Miami- 1 Dade County, Florida, this Covenant obligating the Project Sponsor, its successors, transferees, and assigns to maintain and operate the Property in accordance with the Loan Documents; and WHEREAS, the Project Sponsor declares that this Covenant shall be and is a covenant running with the Property and, unless released by the City, is binding on the Property for the entire Affordability Period, and is not merely a personal covenant of the Project Sponsor; and WHEREAS, the City's allocation of funds for the Project is subject to that certain ARPA Loan Agreement for DFI Mundy (the "ARPA Loan Agreement" or "Loan Agreement") and other loan documents between the City and the Project Sponsor dated as of the Effective Date (collectively the "Loan Documents"); and WHEREAS, Project Sponsor desires to make a binding commitment to assure that the ARPA-Assisted Units and the Property in general are maintained and operated in accordance with the provisions of the Loan Documents and this Covenant; and NOW THEREFORE, Project Sponsor voluntarily covenants and agrees that the ARPA- Assisted Units and the Property in general shall be subject to the following restrictions that are intended and shall be deemed to be covenants running with the land and binding upon Project Sponsor, and its heirs, transferees, successors and assigns as follows: TERMS Section 1. Recitals: The recitals and findings set forth in the preamble of this Covenant are adopted by reference and incorporated in this Covenant as if fully set forth in this section. 1 Page 2 of 7 Section 2. Use of Property: There shall be a total of eight (8) ARPA-Assisted Units in the Project that shall remain Affordable for eligible tenants. All eight (8) ARPA-Assisted Units shall remain Affordable to Low Income Households for the period of time commencing on the date of the Close -Out of the Project and ending thirty (30) years thereafter (the "Expiration of the Affordability Period"). "Low Income" shall mean a household whose annual income does not exceed eighty percent (80%) of the median income for the area, as determined by the U.S. Depaitiuent of Housing and Urban Development ("HUD"), with adjustments and certain exceptions as provided in 24 CFR Part 92. Section 3. Term of Covenant: This Covenant is a covenant running with the land. This Covenant shall remain in full force and effect and shall be binding upon the Project Sponsor, its successors, transferees, and assigns from the Effective Date until the Expiration of the Affordability Period. The Affordability Period of this Project is thirty (30) years commencing on Close -Out of the Project. Upon the Expiration of the Affordability Period, this Covenant shall immediately lapse and be of no further force and effect without the necessity of any other written document or instrument. Notwithstanding the foregoing, upon the Expiration of the Affordability Period, the City shall prepare for recording an instrument evidencing the expiration of and other termination of this Covenant in the Public Records of Miami -Dade County, Florida. Section 4. Prohibited Conveyances: Except as provided in the Loan Documents, the Project Sponsor covenants and agrees not to encumber or convey its interest in the Project, Property, or any portion thereof, without City's prior written consent as required by the Loan Agreement. For the purposes of this Covenant, any change in the ownership or control of the Project Sponsor, which is not permitted under the Loan Documents, shall be deemed a conveyance of an interest in the Project. Section 5. Repayment Upon Default: The Project Sponsor covenants and agrees that in the event (i) of the sale or conveyance of any interest in the Project and/or the Property without City' s prior written consent as required by the Loan Documents (except as otherwise provided in the Loan Documents), or (ii) that the Project Sponsor ceases to exist as an organization, the Project Sponsor shall immediately make payment to the City in an amount equal to the full amount of Loan funds disbursed and outstanding, with interest thereon as provided in the Note, all Program Income (as defined in 24 CFR Part 92), if any, derived from or in connection with the Project, the Property and/or the Loans, and all unpaid fees, charges and other obligations of the Project Sponsor due under any of the ARPA Loan Documents. Section 6. Inspection and Enforcement: It is understood and agreed that any official inspector of the City shall have the right any time during normal working hours, and upon ten (10) calendar days prior written notice, to enter and investigate the use of the Property to determine whether the conditions of this Covenant are in compliance, subject to the rights of residential i tenants under their leases. Section 7. Amendment and Modification: This Covenant may be modified, amended, or released as to any portion of the Property by a written instrument executed by the City and the Project Sponsor or their respective successors -in -interest. Should this instrument be modified, amended, or released, the City Manager, or such person who hereafter is delegated such authority, shall execute a written instrument in recordable form to be recorded in the Public Records of Miami -Dade County, Florida, effectuating and acknowledging such modification, amendment, or release. Section 8. Definitions: All capitalized terms not defined herein shall have the meanings provided in the ARPA Loan Agreement. Page 3 of 7 Section 9. Severability: Invalidation of one of the provisions of this Covenant by judgment of Court shall not affect any of the other provisions of the Covenant, which shall remain in full force and effect. Section 10. Recordation: This Covenant shall be filed of record among the Public Records of Miami -Dade County, Florida, at the sole cost and expense of the Project Sponsor. Section 11. Deed Restriction/Covenant Running with the Land. Any and all requirements of the laws of the State of Florida that must be satisfied in order for the provisions of this Covenant to constitute a deed restriction and covenant running with the land shall be satisfied in full, and any requirements or privileges of estate are intended to be satisfied, or in the alternate, an equitable servitude has been created to insure that these restrictions run with the land. For the term of this Covenant, each and every contract, deed, or other instrument hereafter executed conveying the Property or portion thereof shall expressly provide that such conveyance is subject to this Covenant, provided, however, that the covenants contained herein shall survive and be effective regardless of whether such contract, deed, or other instrument hereafter executed conveying the Property or portion thereof provides that such conveyance is subject to this Covenant. Section 12. Governing Law and Venue. This Covenant shall be construed and enforced pursuant to the laws of the State of Florida, excluding all principles of choice of laws, conflict of laws and comity. Any action pursuant to a dispute under this Covenant must be brought in Miami -Dade County and no other venue. All meetings to resolve said dispute, including voluntary arbitration, mediation, or other alternative dispute resolution mechanism, will take place in this venue. The Parties both waive any defense that venue in Miami -Dade County is not convenient. i 1 Section 13. Floating Units. ARPA-Assisted Units shall be designated as "Floating Units," meaning that the total number of ARPA-Assisted Units in the Project is fixed for the Affordability Period but the Project Sponsor may from time to time change the designation of individual units from a ARPA-Assisted Units to unassisted units so long as the aggregate number of units remains the same and are of comparable size by square foot and amenities. 1 Section 14. Costs, Including Attorney's Fees. In the event litigation, arbitration, or mediation, between the Parties, arises out of the terms of this Covenant, each Party shall be responsible for its own attorney's fees, costs, charges, and expenses through the conclusion of all appellate proceedings, and including any final settlement or judgment. Section 15. Compliance. Project Sponsor acknowledges and agrees that it must remain in compliance with any and all local, state, and federal laws and requirements, including but not limited to the United States Department of the Treasury's final rule, 31 CFR Part 35, that implements the Coronavirus State Fiscal and Local Fiscal Recovery Funds established under the American Rescue Plan Act of 2021. [Signature Page Follows] Page 4 of 7 The Parties have caused this Declaration of Restrictive Covenants to be executed by its duly authorized officers as of the Effective Date. WMES: Print Name:1 )i Print Name: /S Henn 073 A PROJECT SPONSOR'S ADDRESS: DFI MUNDY, LLC 19 West Flagler Street Suite 1001 Miami, FL 33130 Attention: Irving Weisselberger STATE OF FLORIDA } COUNTY OF MIAMI-DADE } SS: PROJECT SPONSOR: DFI MUNDY, LLC, a Florida limited liability company BY: DRAGONFLY INVESTMENTS, LLC, a Florida limited liability company, its manager ACKNOWLEDGMENT rving ei elberger Title: Manager The foregoing instrument was acknowledged before me by means of o physical presence or O online notarization, this,tday of December, 2024 by Irving Weisselberger as Manager of Dragonfly Investments, LLC, a Florida limited liability company, the manager of DFI Mundy, LLC, a Florida limited liability company. He is personally known to me or has produced as identification. (NOTARY PUBLIC SEAL) JULIE QUITTNER Commission #HH181787 My Commission Expires October 5 2025 Page 5 of 7 Si . ature of Person Taking Acknowledgment (Printed, Typed, or Stamped Name of Notary Public) Serial Number, if any ATTEST: Date: APPROVED A REQUIREM CITY OF MIAMI, a municipal corporation of the State of Florida Arthy'r Noriega V, City Manager CE APPROVED AS TO FORM AND CORRECTNESS: c�_,. Ann-M.rie Sh. ',e Gebi e K. Wysong III Direc or of Ris Ma agement City Attorney X6/t Page 6 of 7 Exhibit "A" Legal Description Of The Property Legal Description of 3121 Mundy Street, Miami, FL 33133: Lot 12, of CHARLES M. MUNDY SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 15, at Page 29, of the Public Records of Miami -Dade County, Florida. Legal Description of 3173 Mundy Street, Miami, FL 33133: Lot 5, of Charles M. Muncy, a subdivision, according to the Plat thereof, as recorded in Plat Book 15, Page 29, of the Public Records of Miami -Dade County, Florida. Page 7 of 7